R2013-80 AUTHORIZING SERVICE AGREEMENT FO SUPPLY OF ELECTRICITY

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HOMERELD , E N E R G Y i and remittance of the payment of Consultant Fee constitutes the only financial obligation Supplier has to Consultant with respect to the Consultant Fee. 3. pgvmen,J of Fee. Payment to Aggregator and Consultant will be made monthly by ACH to the account set forth in Schedule A hereto,provided that Supplier has received payment with respect to the electricity used by the Participating Customers, The Fee shall be paid by the last business day of the month based on revenue collected by Supplier with respect to each Participating Customer during the prior calendar month. For example,full payments received for the January billing cycle will be paid by the end of the February billing cycle calendar month. If Supplier determines that it paid a past Fee In error(or the payment was based on information subsequently determined invalid), it may deduct from or add to future payments due under this Agreement. In the event that an event of Force Majeure suspends either Supplier's or Participating Customer's obligations to deliver or take delivery, the obligation to pay the Fee shall be similarly suspended for the affected deliveries. 4. Term.This Agreement shall be effective on the Effective Date,provided however,the obligation to pay Aggregator and Consultant shall be for in full force and effect for the electricity delivered from Participating Customers' lune 2014 meter read through the Participating Customers'(month, year) Sona 20%bmeter read (subject to the requirements of Sections 1 and 2 above) (the "Term"). In no event Is Supplier obligated to pay the subject fees for Participating Customers prior to their switching to or after switching from Supplier's ARES service. S. Termination. This Agreement will be subject to immediate termination (a) at the end of the Term or (b) if(1) a Party is in default of any of its obligations or duties under this Agreement and the non-defaulting Party elects to terminate; (2) a Party files bankruptcy, goes into compulsory liquidation, f or if any Party makes an assignment of this Agreement or amounts due hereunder for the benefit of creditors; or (3) termination of the Program Agreement resulting in the termination of service to the Participating Customers; or (4) the Program Agreement contains a requirement for Supplier to either match the utility's posted rate during the initial term of the Program Agreement If the utility's posted rate drops below the Program Agreement rate or return the Participating Customers to the utility's service, and Supplier elects to return the Participating Customers to the utility's service. Upon termination, Aggregator and Consultant will not receive any further payments with respect to the Program absent written agreement by Consultant,Supplier and Aggregator Upon termination,this Agreement shall be of no further force or effect except with respect to obligations incurred prior to termination and those that survive termination. Fee payments which are due and owing prior to termination of this Agreement shall remain due and owing Consultant until the end of the Term. S. Indemnity. The Aggregator agrees to hold harmless and to indemnify Supplier for all acts or omissions performed or omitted by the Supplier on behalf of the Aggregator, where those acts or omissions are authorized by the Aggregator and are fully and properly performed in accordance with the �c<�5gTew �_�- >rs-instructions or directives. 7. Notices. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and may be delivered by hand delivery, United States mail, overnight courier service or facsimile in accordance with the information set forth In Schedule A hereto. Notice by facsimile or hand delivery shall be effective at the close of business on the day actually received, if 21